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Australia, officially the Commonwealth of Australia, is a country in the Southern Hemisphere comprising the continental mainland (the world's smallest), the island of Tasmania, and numerous smaller islands in the Indian and Pacific Oceans. Neighbouring countries include Indonesia, East Timor, and Papua New Guinea to the north, the Solomon Islands, Vanuatu, and New Caledonia to the north-east, and New Zealand to the southeast.

Australia is a developed country, with a prosperous multicultural society and has excellent results in many international comparisons of national performance such as health care, life expectancy, quality of life, human development, public education, economic freedom, and the protection of civil liberties and political rights. Australian cities routinely rank among the world's highest in terms of cultural offerings and quality of life. It is a member of the United Nations, G-20 major economies, Commonwealth of Nations, ANZUS, OECD, and the WTO.

Total area: 7,686,850 sq km
Population: 20,555,300 inhabitants (2006)
Capital - Canberra (Canberra)
Subdivisions - 6 states and two territories.
Political system - federal republic.
Official language - English.
Legislation is based on British common law.
Head of State - Queen Elizabeth II (Queen ELIZABETH II) representative of the continent - the Governor-General Michael JEFFERY.
Currency - Australian dollar (AUD)


Corporate Law

Corporations Act 2001
Corporations Regulations 2001


Forms of companies

Public limited company (Limited liability - Ltd. Public Limited Company) may be as quoted on the Australian Stock Exchange - Australian Stock Exchange (ASX), and without being registered on the exchange.

Private Limited Company (Proprietary Company "Pty" - Limited by Share) - is a privately owned company, whose shareholders are limited in liability with quotas of fully paid shares of the company.

Company Limited by guarantee (Company Limited by Guarantee) - a company whose members are limited in liability with predetermined amounts of guarantees. This form of company is usually registered for non-profit companies and charities.

Partnership (Partnership), depending on the territory of the Australian state where it is established, may be limited with the form “partnership with unlimited liability”. In some states, there is a possibility of partnerships with both unlimited and limited liability.


Equity capital

Capital can be declared, there are no requirements for mandatory payment of capital liquidity. Tax on the constitutive capital is not applied. All these conditions are equally valid for all forms of companies and partnerships registered in the jurisdiction.


Ability to issue shares

The public limited company (Limited liability - Ltd. Public Limited Company) has the right to issue registered shares and bearer shares. It is forbidden to issue shares without nominal value. The public sale of shares is only possible after complying all the requirements of the Australian Stock Exchange and the Companies Act. For the transfer of shares it is not necessary to have the approval of the general meeting of shareholders.

Private Limited Company (Proprietary Company "Pty" - Limited by Share) has the right to issue only registered shares, bearer shares are prohibited. It is forbidden to issue shares without nominal value. Transmission and open sale of shares require mandatory approval of the general meeting of shareholders.


Shareholders

The shareholders of a public company with limited liability (Limited liability - Ltd. Public Limited Company) may be both legal and natural persons who are residents of any country in the world. Minimum number of shareholders - one; maximum - not limited.

Shareholders in a private company with limited liability (Proprietary Company "Pty" - Limited by Share) can be both legal and natural persons who are residents of any country in the world. Minimum number of shareholders - one, maximum - 50.

Members of the Company with limited liability under the guarantee (Company Limited by Guarantee) can be both legal and natural persons who are residents of any country in the world. Minimum number of members - one, maximum - not limited.

Participants of the Partnership can be both legal and natural persons who are residents of any country in the world. Minimum number of partners - 2, max - 20.


Directors and secretaries

Directors of a limited liability company (Limited liability - Ltd. Public Limited Company) may be both legal and natural persons who are residents of any country in the world.

Minimum number - 3 directors. At least 2 directors must be resident in Australia.

Also requires a minimum of 1 corporate secretary - a resident of Australia.

Directors of a private limited liability company (Proprietary Company "Pty" - Limited by Share) can be both legal and natural persons who are residents of any country in the world. The presence of the corporate secretary is not required. If the company will have a corporate secretary, he must be a resident of Australia.

Directors of the Company with limited liability under the guarantee (Company Limited by Guarantee) can be both legal and natural persons who are residents of any country in the world. Minimum number - 3 directors, with all rights, except those within the exclusive competence of shareholders (determined by the memorandum). At least 2 directors must be residents of Australia. Also it is required to have a minimum of 1 corporate secretary - a resident of Australia.


Holding meetings of shareholders / directors

Shareholders' Meetings may be held at any place within six months after the end of the fiscal year and not later than 15 months from the date of the previous meeting. Minutes of meetings of shareholders are stored in the registration office.


Taxation

From a tax perspective, Australia shares the physical and legal persons resident or not. Thus, a company registered in Australia, pay income tax on income from any source, except for foreign companies that carry out business outside the jurisdiction.

Australia is using the system of advance tax payments (PAYG), through which all necessary payments during the fiscal year are made. On the need to make advance payments you are required to notify the Australian Taxation Department (Australian Tax Office).

Corporate income tax is a "floating" rate, which is set on the basis of the state budget approved by Parliament. For 2002, the state budget approved by the rate of 30% in net income (1999 - 36%).

Value Added Tax (Complete Tax Guide) will be charged at a rate of 10% (goods and services). Taxpayers are legal entities, the annual turnover of the balance of which exceeds 50 000 AUD.

Tax on received dividends and rewards - maximum rate of 48,5%

Public limited company (Limited liability - Ltd. Public Limited Company) is obliged to pay income tax and, if its annual balance turnover exceeds 50 000 AUD, then the VAT.

Private Limited Company (Proprietary Company "Pty" - Limited by Share) is obliged to pay income tax and, if its annual balance turnover exceeds 50 000 AUD, then the VAT.

Company Limited by guarantee (Company Limited by Guarantee) is obliged to pay income tax and, if its annual balance turnover exceeds 50 000 AUD, then the VAT.

Partnership (Partnership), whose activities are conducted outside the jurisdiction, and which does not have a bank account in Australia, is not taxed in Australia. In this case it is not subject to the agreements on avoidance of double taxation. All partnerships with unlimited liability is tax exempt, as partners pay taxes on their places of residence, including tax on profits from activities in Australia (if available).


Permitted activities

Any activity not prohibited by law. To carry out banking activities and those which have signs of investment, mutual or venture fund, insurance and passengers transportation, it is required to obtain a special license.


Prohibited activities

Activities directed against the public interest of Australia.


Registration deadline

All legal entities registered with the Australian Securities and Investments Commission (ASIC) within 7 days


Company Name

Should not be identical or similar to an existing name. The name should have an abbreviation, appropriate to the form of organization of the company "Ltd", "Pty", "Proprietary". Words " 'building society"', "trust", "university", " 'Shamber of Sommerce "" 'Shartered "," Royal ","' Royal Family "or other words or phrases which have the same meaning, must obtain a special permit.


Necessary documents for registration

Application for registration, Charter of the Company, Confirmation of the reservation of the company name of "ASIC Service Centre", for foreign companies - all documents from the country of registration (certificate of registration must be certified with apostil)


Domicile

Provides registered agent and must be located within the administrative area of jurisdiction. It is used only for receiving e-mail correspondence from state authorities.


Financial claims

All the companies have ongoing accounting and financial accounting and submit the annual balance sheet and audit to the tax department, except for foreign companies that must provide a certified copy and translation of financial statements in the country of permanent residence.


Information available at the request of third parties

Company name, registered office, share capital, addresses and names of directors and shareholders, payable


Additional requirements

All legal entities are required to obtain a tax identification number, personal corporate number (ABN), as well as license to engage in certain activities


Bank accounts of the company

The law does not limit the company in choice of banks and countries of their location, as well as the total number of accounts required for their own commercial needs. This guarantees the confidentiality of information on banking operations of the company.


Treaty on Avoidance of Double Taxation

Argentina, Austria, Belgium, Great Britain, Hungary, East Timor, Vietnam, Germany, Greece, Hungary, India, Indonesia, Ireland, Spain, Italy, Japan, Kiribati, Malaysia, Malta, Mexico, Netherlands, New Zealand, Norway, Papua New Guinea, Poland, Romania, Russia, North Korea, Singapore, Slovakia, USA, Taiwan, Thailand, Fiji, Philippines, Finland, France, Czech Republic, Switzerland, Sweden, Sri Lanka, South Africa, South Korea, Japan.